SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Amendment No. 1
To
SCHEDULE TO
Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1)
of the Securities Exchange Act of 1934
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OXFORD RESIDENTIAL PROPERTIES I LIMITED PARTNERSHIP
(Name of Subject Company)
MACKENZIE PATTERSON , INC.; MP FALCON GROWTH FUND, LLC; MACKENZIE SPECIFIED
INCOME FUND, L.P.; MACKENZIE FUND VI, L.P.; ACCELERATED HIGH YIELD
INSTITUTIONAL INVESTORS, L.P.; ACCELERATED HIGH YIELD INSTITUTIONAL FUND, L.P.;
MP VALUE FUND 7, LLC; MP VALUE FUND 5, LLC; MP SPECIAL FUND 5, LLC;
and MP DEWAAY FUND, LLC
(Bidders)
ASSIGNEE UNITS OF LIMITED PARTNERSHIP INTEREST
(Title of Class of Securities)
NONE
(CUSIP Number of Class of Securities)
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Copy to:
Christine Simpson Paul J. Derenthal, Esq.
MacKenzie Patterson, Inc. Derenthal & Dannhauser
1640 School Street One Post Street, Suite 575
Moraga, California 94556 San Francisco, California 94104
(925) 631-9100 (415) 981-4844
(Name, Address and Telephone Number of
Person Authorized to Receive Notices and
Communications on Behalf of Bidder)
Calculation of Filing Fee
Transaction Amount of
Valuation* Filing Fee
$5,200,000 $1,040
* For purposes of calculating the filing fee only. Assumes the purchase
of 8,000 Units at a purchase price equal to $650 per Unit in cash.
[X] Check box if any part of the fee is offset as provided by Rule
0-11(a)(2) and identify the filing with which the offsetting fee was
previously paid. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
Amount Previously Paid: $1,040
Form or Registration Number: Schedule TO
Filing Party: Above-named Bidders
Date Filed: September 13, 2000
<PAGE>
[ ] Check the box if the filing relates solely to preliminary
communications made before the commencement of a tender offer.
Check the appropriate boxes below to designate any transactions to which the
statement relates:
[X] third party tender offer subject to Rule 14d-1.
[ ] issuer tender offer subject to Rule 13e-4.
[ ] going private transaction subject to Rule 13e-3
[ ] amendment to Schedule 13D under Rule 13d-2
Check the following box if the filing is a final amendment reporting the results
of the tender offer: [X]
<PAGE>
TENDER OFFER
This amendment number 1 to Tender Offer Statement on Schedule TO
relates to the offer by MACKENZIE PATTERSON , INC.; MP FALCON GROWTH FUND, LLC;
MACKENZIE SPECIFIED INCOME FUND, L.P.; MACKENZIE FUND VI, L.P.; ACCELERATED HIGH
YIELD INSTITUTIONAL INVESTORS, L.P.; ACCELERATED HIGH YIELD INSTITUTIONAL FUND,
L.P.; MP VALUE FUND 7, LLC; MP VALUE FUND 5, LLC; MP SPECIAL FUND 5, LLC; and MP
DEWAAY FUND, LLC (collectively the "Purchasers") to purchase up to 8,000
assignee units of limited partnership interest (the "Units") in OXFORD
RESIDENTIAL PROPERTIES I LIMITED PARTNERSHIP, a Maryland limited partnership
(the "Issuer"), the subject company, at a purchase price equal to $650 per Unit,
less the amount of any distributions declared or made with respect to the Units
between September 13, 2000 (the "Offer Date") and October 25, 2000 or such other
date to which this Offer may be extended (the "Expiration Date"), upon the terms
and subject to the conditions set forth in the Offer to Purchase dated September
13, 2000 (the "Offer to Purchase") and the related Letter of Transmittal, copies
of which are attached to the initial schedule as Exhibits (a)(1) and (a)(2),
respectively.
As of September 29, 2000, the Purchasers accepted an offer by
AIMCO/BETHESDA HOLDINGS ACQUISITIONS, INC., an affiliate of the Partnership's
general partner, to purchase all 988 Units owned by the Purchasers and their
Affiliates for a purchase price of approximately $845 per Unit in cash.
Affiliates of the general partner hold in excess of 5% of the outstanding Units
and are therefore persons who have filed a Statement with the Commission
pursuant to Sections 13(d) or (g) of the Exchange Act with respect to the Units.
The acquisition of the Purchasers' Units would constitute an acquisition of an
additional number of Units equal to approximately 4.17% of the outstanding
Units. As stated in the Offer to Purchase in Section 13, "Conditions of the
Offer",
"The Purchasers shall not be required to accept for payment or pay for
any Units not theretofore accepted for payment or paid for and may
terminate or amend the Offer as to such Units if, at any time on or
after the date of the Offer and before the Expiration Date, any of the
following conditions exists: ....... (e) it shall have been publicly
disclosed or the Purchasers shall have otherwise learned that ..... any
person or group that prior to such date had filed a Statement with the
Commission pursuant to Sections 13(d) or (g) of the Exchange Act has
increased or proposes to increase the number of Units beneficially
owned by such person or group as disclosed in such Statement by two
percent or more of the outstanding Units."
As the condition described in the foregoing paragraph has occurred, the
Purchasers hereby terminate the Offer. As of the date hereof, no Units had been
tendered and not withdrawn. The Purchasers will not accept any Units tendered
pursuant to the Offer in the future, and will promptly return any such Units
tendered to them.
The information in the Offer to Purchase, including all schedules and
annexes thereto, is hereby expressly incorporated herein by reference in
response to all the items of this Statement.
<PAGE>
SIGNATURES
After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Dated: October 3, 2000
MACKENZIE PATTERSON , INC.
By: /s/ Christine Simpson
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Christine Simpson, Vice President
MP FALCON GROWTH FUND, LLC
By MacKenzie Patterson, Inc., Manager
By: /s/ Christine Simpson
---------------------------------
Christine Simpson, Vice President
MACKENZIE SPECIFIED INCOME FUND, L.P.
By MacKenzie Patterson, Inc., General Partner
By: /s/ Christine Simpson
---------------------------------
Christine Simpson, Vice President
MACKENZIE FUND VI, L.P.
By MacKenzie Patterson, Inc., General Partner
By: /s/ Christine Simpson
---------------------------------
Christine Simpson, Vice President
ACCELERATED HIGH YIELD INSTITUTIONAL INVESTORS, L.P.
By MacKenzie Patterson, Inc., General Partner
By: /s/ Christine Simpson
---------------------------------
Christine Simpson, Vice President
ACCELERATED HIGH YIELD INSTITUTIONAL FUND, L.P.
By MacKenzie Patterson, Inc., General Partner
By: /s/ Christine Simpson
---------------------------------
Christine Simpson, Vice President
MP VALUE FUND 7, LLC
By MacKenzie Patterson, Inc., Manager
By: /s/ Christine Simpson
---------------------------------
Christine Simpson, Vice President
MP VALUE FUND 5, LLC
By MacKenzie Patterson, Inc., Manager
By: /s/ Christine Simpson
---------------------------------
Christine Simpson, Vice President
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<PAGE>
MP SPECIAL FUND 5, LLC
By MacKenzie Patterson, Inc., Manager
By: /s/ Christine Simpson
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Christine Simpson, Vice President
MP DEWAAY FUND, LLC
By MacKenzie Patterson, Inc., Manager
By: /s/ Christine Simpson
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Christine Simpson, Vice President
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